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Stock-Based Compensation
3 Months Ended
Mar. 31, 2020
Stock-Based Compensation [Abstract]  
Stock-Based Compensation

Note 10 - Stock-Based Compensation

At the 2016 annual meeting, stockholders approved the Shore Bancshares, Inc. 2016 Stock and Incentive Plan (“2016 Equity Plan”), replacing the Shore Bancshares, Inc. 2006 Stock and Incentive Plan (“2006 Equity Plan”), which expired on that date. The Company may issue shares of common stock or grant other equity-based awards pursuant to the 2016 Equity Plan. Stock-based awards granted to date generally are time-based, vest in equal installments on each anniversary of the grant date and range over a one- to five-year period of time, and, in the case of stock options, expire 10 years from the grant date. As part of the 2016 Equity Plan, a performance equity incentive award program, known as the “Long-term incentive plan” allows participating officers of the Company to earn incentive awards of performance share/restricted stock units if certain pre-determined targets are achieved at the end of a three-year performance cycle. Stock-based compensation expense based on the grant date fair value is recognized ratably over the requisite service period for all awards and reflects forfeitures as they occur. The 2016 Equity Plan originally reserved 750,000 shares of common stock for grant, and 616,298 shares remained available for grant at March 31, 2020.

The following tables provide information on stock-based compensation expense for the three months ended March 31, 2020 and 2019.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 

(Dollars in thousands)

    

2020

    

2019

Stock-based compensation expense

 

$

61

 

$

63

Excess tax benefits related to stock-based compensation

 

 

 7

 

 

 1

 

 

 

 

 

 

 

 

 

 

 

March 31, 

 

(Dollars in thousands)

    

2020

    

2019

 

Unrecognized stock-based compensation expense

 

$

257

 

$

388

 

Weighted average period unrecognized expense is expected to be recognized

 

 

1.8

years

 

1.3

years

 

The following table summarizes restricted stock award activity for the Company under the 2016 Equity Plan for the three months ended March 31, 2020.

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2020

 

 

 

 

Weighted Average

 

 

Number of

 

Grant Date

 

    

Shares

    

Fair Value

Nonvested at beginning of period

 

15,702

 

$

15.36

Granted

 

20,167

 

 

14.50

Vested

 

(15,702)

 

 

15.36

Forfeited

 

 —

 

 

 —

Nonvested at end of period

 

20,167

 

$

14.50

 

The fair value of restricted stock awards that vested during the first three months of 2020 and 2019 was $254 and $520 thousand, respectively.

Restricted stock units (RSUs) are similar to restricted stock, except the recipient does not receive the stock immediately, but instead receives it upon the terms and conditions of the Company’s long-term incentive plans which are subject to performance milestones achieved at the end of a three-year period. Each RSU cliff vests at the end of the three-year period and entitles the recipient to receive one share of common stock on a specified issuance date. The recipient does not have any stockholder rights, including voting rights, with respect to the shares underlying awarded RSUs until the recipient becomes the holder of those shares.

During 2017, the Company entered into a long-term incentive plan agreement with officers of the Company and its subsidiaries to award RSUs based on a performance metric to be achieved as of December 31, 2019. Based on the results for the year ended December 31, 2019, 6,451 shares were vested.

The following table summarizes restricted stock units activity at the end of the performance cycle for the Company under the 2016 Equity Plan for the three months ended March 31, 2020.

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2020

 

 

 

 

Weighted Average

 

 

Number of 

 

Grant Date

 

    

Shares

    

Fair Value

Outstanding at beginning of period

 

6,451

 

$

16.57

Granted

 

 —

 

 

 —

Vested

 

(6,451)

 

 

16.57

Forfeited

 

 —

 

 

 —

Outstanding at end of period

 

 —

 

$

 —

 

The fair value of restricted stock units that vested during the first three months of 2020 and 2019 was $107 thousand and $237 thousand, respectively.

The following table summarizes stock option activity for the Company under the 2016 Equity Plan for the three months ended March 31, 2020.

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2020

 

 

 

 

Weighted Average

 

 

Number of 

 

Grant Date

 

    

Shares

    

Exercise Price

Outstanding at beginning of period

 

11,671

 

$

9.25

Granted

 

 —

 

 

 —

Exercised

 

 —

 

 

 —

Expired/Cancelled

 

 —

 

 

 —

Outstanding at end of period

 

11,671

 

$

9.25

 

 

 

 

 

 

Exercisable at end of period

 

11,671

 

$

9.25

 

There were no stock options granted during the three months ended March 31, 2020 and March 31, 2019.

At the end of the first quarter of 2020, the aggregate intrinsic value of the options outstanding under the 2016 Equity Plan was $19 thousand based on the $10.85 market value per share of the Company’s common stock at March 31, 2020. Similarly, the aggregate intrinsic value of the options exercisable was $19 thousand at March 31, 2020. At March 31, 2020, the weighted average remaining contract life of options outstanding and exercisable was 4.5 years.